Legal and family matters · 10 guides
Business Law: problems and fixes, explained by Steven
Steven Besly is the only business law member of BNI Preston Center. These guides are written for a Dallas–Fort Worth reader who has the problem right now: what is happening, what to check, when to call, and what it costs.
- Your LLC is not a force field: myths about personal liability protection in Texas Forming an LLC is the start of liability protection, not a guarantee of it. These are the myths I hear most often from Texas owners, and what actually puts personal assets at risk. Generally yes for company debts, but not in every situationMyth: once I form an LLC, nothing I own is at riskMyth: a personal guarantee does not matter because I have an LLCMyth: if I skip formalities, the protection disappears automatically
- What forming a Texas LLC with an attorney costs, and what moves the price The state filing fee is fixed. The legal fee depends on how many owners you have, what they expect from each other and how much of the paperwork after formation you want done right. The short answer: a fixed state fee plus legal work that scales with complexityWhat the state charges and what it does not do for youThe six factors that move a legal fee up or downA single-owner LLC versus a company with partners
- The yearly upkeep that keeps a Texas company in good standing and its owners protected Forming the company took an afternoon. Keeping it in good standing takes a few hours a year, and skipping them can cost the owners the protection they formed it to get. The short list: state reports, a current agent and honest recordsThe annual franchise tax reportThe Public Information Report most owners forgetWhat forfeiture means for the owners personally
- Starting a nonprofit in Texas: the order of steps that protects your 501(c)(3) Filing a nonprofit corporation with the state does not make it tax exempt. Here is the sequence that gets a Texas nonprofit formed, recognized by the IRS and kept in good standing. Two separate steps: forming under Texas law, then applying for exemptionDecide what kind of organization you are actually creatingIncorporated or unincorporated: the Texas choiceThe formation documents that the IRS will read later
- Non-competes in Texas: when they hold up, when they fail, and what the FTC changed Texas does enforce non-competes, but only reasonable ones that are tied to an otherwise enforceable agreement. Here is how the test works for employers, employees and selling owners. Yes, if the covenant is reasonable and tied to a valid agreementThe two-part test, translatedCourts can rewrite an overbroad non-competeWho has to prove what
- No distributions, no information, no say: signs a minority owner is being squeezed out A squeeze-out rarely arrives as one dramatic act. It is a pattern of small decisions that leave a minority owner with a tax bill, no information and no voice. Here is how to recognize it and what to do first. The pattern, not the single event, is the warning signCommon squeeze-out tactics I seeWhen it is probably not a squeeze-outPhantom income: when ownership costs you money
- LLC or S corporation in Texas: separating the legal question from the tax question Owners ask whether they should be an LLC or an S corp as if it were one choice. It is really two: which legal entity protects you best, and how that entity should be taxed. They are not the same kind of choiceThe legal side: what the entity itself doesThe tax side: default treatment and electionsWho can be an S corporation, and why that limits some businesses
- Filing your own Texas LLC online: what you can do yourself and what usually goes wrong Texas lets you file a certificate of formation yourself in an afternoon. The filing is rarely where owners get hurt. The trouble is usually in what nobody wrote down afterward. Yes, you can file it yourself, but the filing is the easy partWhat the certificate of formation actually doesThe parts most owners can handle on their ownThe registered agent rule people trip over
- Before you hire a business attorney: the questions that show who will serve you well Most owners hire a business attorney on a recommendation and a good first impression. A few specific questions in the first meeting tell you far more about how the relationship will actually go. Ask about fit, representation, fees and communication before anything elseStart by checking the basics yourselfDo you draft agreements, litigate them, or both?Who exactly is your client?
- You started a company with a partner and never wrote down what happens if one leaves The company is doing well, which is exactly when the missing paperwork becomes dangerous. Here is what a company agreement and a buy-sell agreement actually decide, and how to get them done. The conversation you and your partner keep postponingWhat goes wrong when the terms were never writtenReview what you have before you call anyoneWhen it can wait a quarter, and when it should not